Warning: Window Closing Fast on Affordable Bank Deals

If more bank executives start thinking like the chairman and CEO of Heartland Financial USA (HTLF) in Dubuque, Iowa, then M&A could rally in the next couple years. If they don't, then he may have a jump on thousands of Midwestern banks.

To understand the situation, you have to know Fuller and the story of his company.

Heartland has acquired 15 banks in the last 32 years under Fuller's watch, with a notable pause in the high-flying years before the economic meltdown of 2008. Prices got too high in his estimation in the lead-in to the crisis, so Heartland switched to startups for a while.

Valuations have come back down to earth, or at least low enough for Heartland to do three deals in the last year. Last week it announced it would acquire the $751 million-asset Morrill Bancshares in Merriam, Kan., its largest transaction ever. Heartland executives plan to buy more.

Fuller's team insists that acquisitions be accretive to earnings within the first years and they give the $5 billion-asset company an internal rate of return of 15% or higher. For now, he can achieve those goals and still make sellers an offer that is acceptable in today's market. For instance, the Morrill deal was priced at 125% of its tangible book value.

Fuller warns that this period of affordability could be short.

"We are right up-front with our targets that this is what we expect," Fuller says. "We are seeing a lot more potential sellers than we are accustomed to seeing. … We think there is about a two-year window where we can make sense of the prices."

Heartland aims to do three transactions a year for the next couple years. The main objective is to use M&A to fill in its eight existing markets, which stretch from Wisconsin to New Mexico. Its goal is to have $1 billion in assets in each of its markets, but it has reached that threshold in only two -- New Mexico ($1 billion) and Iowa ($1.4 billion). Colorado ($116 million) and Minnesota ($127 million) are its smallest markets.

"We clearly need to build scale in Minneapolis and Denver," Fuller says. "And we are talking to a lot of prospects in both of them."

Heartland has between 25 and 30 banks on its prospect list, Fuller says. However, the company is looking for more than assets; its model calls for acquisitions to continue to be managed at the local level, so it wants "top-level" management teams that plan to stick around, Fuller says.

Despite the goal of fleshing out its current markets, part of taking advantage of the small window is to act fast when something else pops up — like Morrill, which would provide an entree to Kansas City.

"It came to us before any opportunities in Denver did," Fuller says. "You can't control the timing of these things."

Last year Morrill hired Nick Reitzler, a former senior vice president of credit administration at Heartland, as its chief credit officer. Reitzler introduced Fuller to Kurt Saylor, Morrill's chairman and CEO at a Morrill customer event in September. Fuller and Saylor talked more through late 2012.

Saylor says he was not looking for an immediate sale but knew the company would need to consider its options sometime in the next few years. He is 61, and his brother, Kent Saylor, who is vice chairman, is 66. Collectively, the family owns 90% of Morrill, and the next generation was not interested in taking it over.

As part of his due diligence, Kurt Saylor says he visited the New Mexico bank to get a better sense of how autonomous the banks really are from the parent organization.

"We weren't looking for a deal, but we saw the value of hitching our wagon to Heartland," Saylor says. "We get to still have the oldest charter in Kansas, which is awesome. We get to keep our brand, our culture."

Heartland may soon be dealing with some succession planning issues of its own.

Days before the Morrill deal was announced, Heartland disclosed that John K. Schmidt, its chief financial and operating officer, was leaving the company in July to become CFO of A.Y. McDonald, a manufacturer in Dubuque.

Although Schmidt plans to stay on the Heartland board, the long-term plan was for Schmidt to take over daily operations from Fuller at some point. Fuller is 64 and says he will likely remain in the CEO role until he is at least 70.

Fuller says that Schmidt's departure will not derail its M&A strategy. Schmidt was not heavily involved in structuring the deals, and his direct reports are the ones who oversaw integration, Fuller says.

Heartland announced Monday that David L. Horstmann will serve as interim chief financial officer when Schmidt leaves in mid-July.

Fuller thinks the company can strike one more deal before the end of the year. Over the long term, the company wants to double its size and its earnings. Its banks can generate about $250 million to $300 million in organic growth, while the rest will be from acquisitions paid for mostly in stock, Fuller says.

That aggressive strategy is reminiscent of Heartland before the downturn, analysts say.

"They wanted to double in size every five to seven years" back then, says Jeff Rulis, an analyst at D.A. Davidson. "They backed off that for awhile, and said they were going to be selective during the crisis. Now, it seems like they are returning to where they were before."

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